Agency and commerce terms

These Agency and Commerce Terms supplement the Terms of Service between you and nith Studio LLC (nith) when you use eligible agency, reseller, white-label, electronic-contract, client-invoicing, or Shop features. The Acceptable Use Policy, AI and Beta Terms, and applicable data-processing terms also apply.

An Agency is a customer authorized to create or manage sites for its clients. A Client is the person or entity engaging an Agency. A Seller is the person or entity offering goods or services through a tenant Shop or agency invoice. A Buyer purchases from that Seller. A person can hold more than one role, but each transaction remains governed by the relationship and terms applicable to it.

nith supplies platform services to its customer. An Agency supplies its own services to its Client. A Seller supplies the goods or services it sells to its Buyer. Unless a separate written agreement expressly states otherwise, nith is not a party to the Agency–Client contract or Seller–Buyer sale, does not act as their escrow provider, and is not responsible for performing the Agency's or Seller's independent promises. This allocation does not exclude obligations imposed directly on nith by applicable law.

A Client or Buyer does not become responsible for another party's nith subscription merely by receiving an invitation, signing a client contract, or paying a seller invoice. Any direct nith subscription requires its own disclosed purchase and authorization. You must make these distinctions clear in your own communications and agreements.

Before creating or managing a site for a Client, obtain authority to use the Client's name, brand, domains, content, personal information, and instructions. Identify who is entitled to direct work, approve publication, own or license deliverables, and request a site transfer. An Agency must not claim ownership of its Client's underlying materials merely because the Agency created the nith account or paid for hosting.

Your written Client agreement should identify your services, deliverables, fees, payment schedule, revision scope, intellectual property arrangements, licenses, hosting responsibility, support, renewal and cancellation rules, handoff conditions, data responsibilities, and the consequences of nonpayment or termination. Terms governing ownership and deliverables must reflect the rights you can actually grant, including limitations on AI-generated and third-party materials.

You set and collect your own Client charges and are responsible for your professional services and representations. Do not bind nith, impersonate nith, claim to be its employee, or promise functionality, service levels, compliance, refunds, or delivery dates on nith's behalf without written authority. Your obligation to pay nith is independent of whether your Client pays you, except as expressly agreed in your nith order.

Your Client agreement must not require nith to violate its own agreements or applicable law. When personal information is involved, identify the parties' actual roles and establish any necessary controller–processor or processor–subprocessor terms. An agency label does not by itself determine those roles. Obtain any authority required before directing nith to process Client information or send it to an AI provider.

An Agency plan may include an account-level subscription and separately counted paid managed sites. A free site remains free unless an authorized person elects a paid arrangement. A site's inclusion in an Agency account does not, by itself, authorize a charge or establish ownership of all content on that site. The product identifies the charge and payer when adding a paid managed site or selecting another plan.

Invite each team member or Client through the available access controls and choose permissions appropriate to their work. An organization role may provide access to multiple sites; review its scope before granting it. Do not give a person account-wide access when you intend to authorize only a single site. Removing an individual user's access does not itself settle any Client agreement or extinguish their rights in content.

An authorized site handoff is offered to the intended recipient and takes effect through the acceptance process. Verify the recipient and your authority before starting it. Handoff transfers the site's account administration as described in the flow; it does not automatically assign a domain registration, a third-party license, unpaid receivables, or intellectual property that requires a separate transfer. The parties remain responsible for those matters.

Following an accepted handoff, the Client chooses and authorizes its own nith plan. Until it subscribes or another valid arrangement covers the site, the site may operate on Free. Any proration or billing credit to the Agency for a site leaving its plan follows the disclosed transaction rules. A credit to the Agency's processor balance is not necessarily a cash refund. Review the handoff confirmation and billing records and report an unexpected continuing charge to To be confirmed: billing contact.

An Agency's former access does not continue solely because it built a site or retains a referral relationship. Where the post-handoff help feature is available, an authorized Client administrator may grant the originating Agency specified, revocable help access. The Client controls that grant and its duration within the supported options. Helper access does not grant ownership or the excluded billing, payment, people-management, and other restricted permissions identified by the feature. nith may record helper access and permission changes as described in the Privacy Policy.

If an Agency closes its account or can no longer serve its Client, nith may seek to facilitate a lawful continuity arrangement after verifying authority, access rights, and billing responsibility. This is not a promise of an automatic rescue, a transfer without the required authority, or continued service without an accepted plan. nith may pause a disputed transfer and require additional evidence or an appropriate legal direction.

White-label functionality is available only if it is offered for purchase and activated for your account under an order. It may have a separate subscription and billing period from the Agency plan. The order identifies the included branding, domain, support, and email capabilities. A feature description does not establish that every component is available or that an account has permission to resell the underlying platform outside the authorized arrangement.

Where enabled, your Clients may see your name, logo, support links, or verified sending domain while nith supplies the underlying Services. You must disclose the actual provider relationship and applicable personal-information processing as required, and must not obscure legally required operator, privacy, payment, or other notices. White-label presentation does not change the identity of a Seller or shift nith's responsibilities under its own agreement.

You are the first point of contact for services and support you sell to your Clients unless a signed agreement provides otherwise. nith may contact the relevant customer or Client for technical, security, legal, billing, or service-continuity matters where appropriate to its relationship and obligations, consistently with the Privacy Policy. It will not treat this provision as general authorization to send your Clients marketing on your behalf.

You must own or have authority over any domain or sender identity you connect and maintain its registration, DNS records, and verification. nith may stop using a domain if verification fails, an entitlement ends, a provider refuses sending, or misuse creates a security or compliance concern. Supported transactional messages may then use the platform's default sender. A branded outgoing address does not include a hosted mailbox, incoming email service, or permission to send bulk marketing.

When a white-label subscription ends, the authorized branding and address features may cease at the disclosed effective date and nith branding may reappear. The effect on separately purchased hosting or Agency subscriptions, any transition period, and any refund are governed by the order and Terms of Service policies. Do not promise Clients permanent removal of nith's identity after your entitlement ends.

An eligible Agency may use the invoicing tools to bill its own Clients for its own work, such as a project fee, deposit, or recurring care service. These invoices and subscriptions are created through the Agency's connected payment account. The Agency is the merchant for that transaction; nith's separate platform subscription is not included merely because the invoice is generated through nith.

Before sending an invoice or initiating a recurring charge, obtain the Client's agreement to the amount, deliverables, payment timing, applicable taxes, and any renewal or cancellation terms. For recurring services, clearly disclose the billing interval, renewal basis, trial or discount conditions, cancellation method, and all notices required by law. An electronically signed project agreement does not automatically authorize every future card charge or a different recurring service.

You are responsible for your invoices, tax determinations, fulfillment, collections, refunds, complaints, and payment disputes. Use the connected provider's supported tools to manage payments and refunds. Fees charged by nith and the payment provider are separate from your obligation to give a Client any refund or remedy it is owed.

If you enable an action such as issuing a deposit invoice when a contract completes or making an eligible site visible when an invoice is paid, confirm the trigger, Client authority, site readiness, and consequences before activation. A completed contract does not guarantee that an invoice was successfully issued or paid. Review the resulting status and resolve failures. These automation options do not permit withholding material Client information or publishing Client content without authority.

nith provides tools to prepare, send, sign, and retain supported electronic contracts. Unless nith is expressly identified as a party in a separately accepted agreement, it is a technology provider and is not a party, witness, notary, legal adviser, or guarantor of the contract. Templates and example agreements are starting material for your own professional review; they are not a determination that the terms are suitable or enforceable in a particular jurisdiction.

The Agency is responsible for the contract's content, parties, authority, attachments, signing order, and lawful suitability for electronic execution. Check whether the document requires additional formalities or is excluded from ordinary electronic-signature treatment. Do not use the tool where a notarization, qualified signature, witness, special delivery method, original instrument, or other requirement is needed unless the actual workflow satisfies it. The nith feature does not promise those capabilities.

Each intended signer receives access through the supported invitation method and may be asked to consent to electronic signing. An email link, typed or drawn signature, or record of an IP address does not establish verified legal identity or prove authority to bind another person. Protect signing links and verify signer identity and authority to a level appropriate to the transaction. Do not sign for another person without authority or induce a signer to execute a document they cannot review.

Where law requires consumer information to be provided in writing and electronic delivery is used, the Agency must ensure the required prior disclosures and affirmative consent are obtained. These may include the scope of electronic delivery, paper-copy availability, withdrawal procedures and consequences, contact-update procedures, and technical requirements for accessing and retaining records. The signature checkbox alone must not be assumed to satisfy all of those obligations.

Before signing, a signer should read the complete document and contact the sending Agency about its terms, corrections, paper options, or declining to sign. To be confirmed: approved signer paper copy withdrawal and support process. Withdrawing from future electronic delivery does not automatically rescind an already validly executed contract. The Agency must provide any additional transaction-specific rights and explanations required by law.

nith may create a completed PDF and signing record containing document fingerprints, signer details, consent and event information, and relevant technical records, as described in the Privacy Policy. A fingerprint assists in detecting document changes; it is not a legal validity certificate. Download and retain the completed record, attachments, and supporting evidence for the period appropriate to your obligations. Access links can expire; their expiry is not itself the document's legal retention period. No permanent archive is promised unless expressly contracted.

Any charge for sending a contract is identified before sending. Sending reminders or replacing an expired access link may have different treatment from sending a new contract. The charge's treatment when a signer declines, a document expires, or an Agency voids it follows the disclosed feature terms and refund policy, subject to applicable law. Voiding a workflow does not itself determine whether a previously formed contract has been terminated or whether a party owes money.

Shop is an optional module. Selling requires an eligible connected payment account, an enabled Shop, and compliance with the provider's requirements. The supported native checkout currently uses U.S. dollars; physical-product checkout collects U.S. shipping addresses. Supported product and interval options are those presented in the product. A linked external checkout operates under the external service's terms and may not create a nith order or equivalent record.

For native connected-account checkout, the Seller sells directly to the Buyer and is the merchant for the sale. The Seller is responsible for its legal identity, accurate descriptions and claims, ownership and availability of goods, licenses, required disclosures, advertised delivery promises, customer service, refunds, returns, warranties, tax obligations, and disputes. Identify the Seller and usable support contact clearly to Buyers before purchase.

Before charging a Buyer, publish clear terms covering price, applicable shipping and taxes, delivery or access timing, returns and refunds, recurring payments where relevant, and any material restrictions. Obtain the Buyer's required acceptance and payment authorization. A product's listing on nith, the presence of a checkout button, or the Buyer's receipt of a nith-generated notice does not establish that these disclosures or consents were completed.

The Seller fulfills physical and digital orders. nith does not ship physical goods or automatically deliver digital products merely because a payment succeeds. The current native flow does not calculate shipping rates. Arrange and accurately disclose shipping and digital delivery before offering the product. Do not mark an order fulfilled before the promised fulfillment has occurred.

If you sell a recurring product, provide a lawful cancellation mechanism and required renewal, trial, price-change, and other notices. A nith plan cancellation or account closure is not the Buyer's cancellation of the Seller's subscription. The Seller must manage outstanding buyer subscriptions, refunds, deliveries, and legally required records even after disabling Shop or leaving nith.

You determine and meet applicable tax registration, collection, remittance, and reporting obligations. Payment-provider tax tools assist with calculations only within their configured scope. You must verify your registrations, settings, and actual tax treatment; do not assume checkout refuses every sale with incomplete tax configuration. Nothing here waives a tax obligation that law places directly on nith, the provider, or another participant.

When connecting a payment account, you enter the applicable agreements directly with the payment provider and authorize the access needed for supported transactions. The provider may request identity and bank information, restrict an account, delay payouts, or impose processing fees and other requirements under its agreement and applicable law. nith does not promise account approval, a particular payout date, or the absence of holds, reversals, disputes, or negative balances.

nith may charge a platform transaction fee on Shop sales or Agency invoices as disclosed to the account before the transaction arrangement is accepted. These fees are separate from provider processing fees and nith subscription charges. A site-specific agreement may provide a different rate. Fees already fixed for a transaction or existing recurring arrangement are not retroactively changed merely because a platform setting or public price later changes.

For a native one-time Shop sale, the platform fee is calculated using the applicable rate and the product amount multiplied by quantity before tax, with monetary rounding as disclosed in the applicable fee schedule. Recurring Shop sales and recurring Agency plans use the rate established for that subscription through the processor's invoice-fee mechanism. One-time Agency invoice fees use the disclosed invoice amount and rate. To be confirmed: approved transaction fee schedule and tax basis.

If a Seller makes an eligible refund within the platform-fee refund window disclosed for the transaction, nith returns its corresponding proportional fee under the applicable fee policy, up to the fee it collected. Each recurring payment is evaluated from its own charge date. To be confirmed: approved platform fee refund window and dispute treatment. The Seller remains responsible for the refund owed to its Buyer; nith's platform-fee treatment does not reduce that obligation or determine whether the processor returns its own fee.

Your entitlement to view a payout or transaction in nith does not mean nith has custody of the funds or guarantees the displayed status will not change. Reconcile against your provider account and notify To be confirmed: commerce support contact of a mismatch. Disconnecting a provider or disabling a feature may stop future functionality; it does not automatically unwind completed transactions, cancel every provider subscription, or release outstanding obligations.

Referral commissions, partner discounts, or revenue shares exist only under an applicable offer or written arrangement that identifies eligibility, qualifying payments, rates, adjustments, payout conditions, and duration. These arrangements are separate from Shop platform fees and Agency client charges. A referral connection does not grant access to a Client's site or its personal information beyond an authorized role.

The applicable arrangement must address refunds, reversals, nonpayment, complimentary service, taxes, payment thresholds, payment methods, any option to receive credits, accrued amounts on termination, and changes for future referrals. To be confirmed: approved referral or partner agreement reference. Neither a partner label nor a balance displayed in the product supplies missing terms or permits forfeiture of an amount lawfully owed.

Disclose material referral or compensation relationships when recommending nith where applicable law requires it. Do not make unsubstantiated earnings claims, spam prospects, conceal compensation, or suggest that participation makes you nith's legal agent, franchisee, or employee. Any arrangement that could create franchise, business-opportunity, broker, or similar obligations requires separate review and authorization.

The suspension and termination rules in the Terms of Service apply. Before closing an Agency or Seller account, address Client communications, authorized handoffs, buyer subscriptions, unfulfilled orders, refunds, legal records, domain control, and any separately recurring add-ons. Save records you are entitled and required to keep using available tools or approved assistance.

nith may retain payment, signing, security, and other records as described in the applicable data terms and law. We may restrict new transactions where necessary for security, fraud prevention, legal compliance, or provider restrictions while preserving appropriate access for outstanding obligations where practicable and lawful. Any transition assistance, export period, or paid service beyond the existing plan must be expressly agreed rather than assumed.

These supplemental terms do not resolve ownership disputes between Agencies and Clients or sales disputes between Sellers and Buyers. Those parties must use their contract, processor process, and applicable legal remedies. nith will respond to lawful requests and its own contractual obligations, and may require verified authority before changing site control or disclosing records.